


An Avenger's Marvel

by bi_furious1



Series: Black Widow: The Sub-Missions [15]
Category: Captain Marvel (2019), Marvel Cinematic Universe, The Avengers (Marvel Movies)
Genre: Anal, F/F, Lesbian Character, Lesbian Sex, Oral, Skrulls - Freeform, powers
Language: English
Status: Completed
Published: 2020-01-08
Updated: 2020-01-08
Packaged: 2021-02-27 11:22:52
Rating: Explicit
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 8,403
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/22166335
Author URL: https://archiveofourown.org/users/bi_furious1/pseuds/bi_furious1
Summary: Captain Marvel's empowerment battles her sexual insecurity.
Relationships: Carol Danvers/Maria Rambeau
Series: Black Widow: The Sub-Missions [15]
Series URL: https://archiveofourown.org/series/515455
Comments: 2
Kudos: 17





	An Avenger's Marvel

This story takes places in the MCU after the events of Captain Marvel.

...

Laid out on the cold metal floor of the Helicarrier bridge the being known as Maria Hill marvelled at how she had come to fall iso far into her master manipulator's grand schemes.

Caught in the middle of an enthusiastic orgy the brunette allowed herself to be passed around; her body ravaged by a harem of vengeful women. A shadow of her former dominant self this Maria was quickly reduced to a collection of ruined holes the crowd of aroused females was all too eager to fill.

Of course she deserved this harsh treatment; Maria Hill had personally fucked each of these women and dozens of others, using cunning and subterfuge to become one of the most powerful people on the planet. But in this moment she was not Maria Hill; just an exhausted creature trapped in a larger design.

To exist in a state of Dominance was to invite challenge and in a world of magic and aliens an ordinary human being like Maria would have to be duplicitous to avoid retribution. That was the purpose of the Sexual Espionage program; to use deception to subvert the powers of the gifted by manipulating their desires. 

It was simple causality: Maria's very dominance invited rivalry, rivalry incited conflict, and this conflict would eventually turn her sexual dominance against her in a mad scramble for power. Wanda Maximoff had become a very powerful threat and so the competition for Natasha Romanoff's body and soul had required a back-up plan.

Long after the lovers Maximoff and Romanoff had left the helicarrier’s bridge the cavernous room was still filled with the sounds of frantic arousal as women from all different backgrounds worked out their magically induced sexual frustration. Dozens of lips coming together, breasts bounced in the cold air and a rainbow of flesh writhed against the cold metal floor: all intent on making Maria Hill their bitch.

The submissive girls were the least vengeful of the former SHIELD Director's enemies; they sucked on bare flesh, bit into her ass cheeks and twisted her nipples, all eager to feed on her vulnerable naked body. Their feeble aggression was the easiest to handle. But the Dominant ones? They took back their pride with genuine relish; and between them all there were simply too many cocks for one woman to handle.

Supported between the more submissive sluts they made sure to stretch Maria wide, hoisted so the dominant women could use her mouth, pussy and ass in succession. A cock already shoved deep into her cunt, all Maria could do was take ragged gulps of breath as she was lowered onto Dinah’s shaft, the FBI Agent’s strap-on the latest to slide into her well-prepared anus.

Moving in behind them, Mary Walker's green blue eyes took in the lurid display of anal, making sure to tug the brunette's cheeks far apart as she lined-up her own large dildo, further mauling her enemy’s deserving ass:

"Unngh!!"

The tip of the second cock spearing into her asshole Maria yelled as her sphincter was painfully stretched to accomodate it; two cocks meeting in her rectum to brutally jackhammer the brunette's ruined backside.

Leaning forward, Mary draped herself over Maria's back; making room for the Detective. The blonde’s weight resting on top of the brunette, Maria moaned as her impacted belly was painfully squeezed, jostling the dildos in her wrecked rectum.

Rounding on the brunette Misty Knight took great pleasure watching her two accomplices double-team the former Dom in an anal sandwich before ultimately joining the fray:

Shoving her own dildo between the other two Misty pistoned forward with unrestrained glee. Feeling a third cock join her savage sodomy, Maria howled as she was stretched like never before: her ass taking a three-way pounding that would break any human woman. 

For those whom she had fucked just hours earlier this reverse sodomy was cathartic; allowing Dinah, Mary and Misty to reclaim their former egos by taking hers. For the proud Ex-Director of SHIELD it was agonising pleasure; the harem working together to destroy her statuesque body and her dominative spirit.

And worst of all? This was all according to plan.

Emerging from the shadows Elektra Naatchios grinned, slinking forward with yet another strap-on tied around her slim waist. Watching the brunette squirm and moan delightfully as she was fucked from all sides, the Greek girl stroked Maria's neck as she stared into her desperate blue eyes:

“Hello Maria. Whats it like being on the other end of a butt-fucking? It must be strange for you??"

Groaning, Maria looked up from the pile of women, playing throne she was meant to play by retorting weakly:

“You will all pay for this…”

Elektra giggled, slapping the brunette’s face with her hard cock:

“Oh I doubt it; I know my way in the shadows; if you don't get what you want by day-“ Silencing her enemy with a single stroke the assassin buried her her phallus between the woman's lips, not content until her hips met Maria’s face:

“-You take it at night!"

Cheeks bulging Maria coughed around the thick shaft, the intense ass pummelling from behind ensuring the large phallus was shoved deep into her gullet; the brunette becoming truly airtight as she disappeared under the scrum of horny women.

Pistoning her hips forward Elektra thought it strange that Maria Hill, the most infamous of Dom’s, had allowed herself to be taken by a Sokovian girl and her own pet. Still it suited the Assassin; Elektra enjoying the wet squelch of her massive cock as it tore into the brunette’s throat.

Taking their revenge without resistance this Maria’s life flashed before her glazed blue eyes, her mind flashing back to her first real mission at SHIELD and the marvelous deception that had led to this submission.

After all her life was ultimately the story of two very different Maria’s with one thing in common.

...

12th of September 1995

Sat out on the porch in the cool night air Carol Danvers stared up at an endless sea of stars.

The Kree Warrior known as 'Vers' had only recently come to learn of her true origins and her broken mind was still reeling. Now the Pilot turned Superhero would have to protect the whole Galaxy with her newfound powers. Hearing the patio door rattle behind her Carol was grateful for the distraction, accepting the bottle offered as Maria Rambeau perched beside her on the wooden steps:

"Kinda romantic huh?"

Raising an eyebrow Carol responded curtly:

"Al I see are star vectors, hyperspace co-ordinates and conflict zones I really need to get to-“

Shaking her head this Maria chuckled at her sardonic friend: 

“-Loosen up a Danvers! From the sound of it this could be our last chance to enjoy each other’s company for a while.”

"Sorry; I'm a little rusty with this human stuff..."

“Ha! Me too.”

Taking a deep swig from her drink Carol leant back, a little uncomfortable: It was strange to comprehend that this woman truly knew her. She had flashes, little moments of them together; but just a rough picture of what seemed like a very intimate relationship.

Seeing the blonde frown Maria smiled sympathetically:

“Look I get it, you’re under a lot of pressure; the whole universe is on your shoulders!"

Reminded of her great responsibility Carol stiffened, clutching the bottle very tightly in her hand:

"And then there's that Kree-Skrull War you've got to get back too... what's it like to be the guardian of an endangered species?"

Clenching the glass Carol felt her knuckles fizzle.

“You okay honey??”

Maria balked in amazement as Carol’s hand began to glow. Palm becoming warm her skin glimmered as the blonde lit up the darkness. 

"Cool right??" Enjoying her photonic powers, Carol winced as the beer began to bubble violently just before the bottle exploded:

Shattering in her grasp both women were sprayed with frothing beer; spattering Maria’s flight suit along with Carol’s white t-shirt.

"Woah girl you are tense!"

"Sorry sorry!” Getting up Carol squeezed droplets of beer out of her short blonde hair before brushing at her soaked jeans:

“Urgh! I just don't know my own strength anymore!"

Pacing back and forth in the dim light from the porch Carol scowled, dismayed at her lack of control over her recently magnified powers.

Seeing the stubborn blonde was shaken Maria stood and hugged her friend:

“Hey babe, It's okay! You just gotta find a way to unwind. Remember when we used to go to the bar after long flight missions? Before I had Monica?"

Carol shook her head sadly:

"Nope. We have fun??"

"We sure did!" Maria exclaimed: "Nobody parties harder than Carol Danvers!"

"Really?"

"Sure. And damn did we get drunk! We would beat the guys at pool, or in a fight… Or just duet on the Karaoke machine!”

"Karaoke?!" Raising an eyebrow Carol smiled sceptically.

"Hell yeah! We were regular Marvelettes!"

Laughing Carol felt herself relax a little. She felt comfortable with Maria, more like her old self; whoever that was…

"Shame we don't have a jukebox here huh? I could use some fun right now."

"We could still get drunk??"

I'm pretty sure my metabolism won't allow me to get drunk…”

"Ohhh yeah... I forgot you were a Goddess these days."

Carol smirked:

“Small g.”

“So modest,” Rolling her eyes Maria had a thought, smiling wickedly: “Well there was this other thing we used to do. When it was just us against the rest of the world..."

"I'm game."

Standing in an intimate embrace Maria swept stray blonde locks over Carol's ear before stroking her cheek. Enjoying the affection Carol didn't resist as their bodies came together, her friend's pouting brown lips brushing against her own.

“What are you doing?”

Not replying Maria kissing her friend.

Tensing Carol felt Maria's mouth wrap around her own, their lips sealing together. Discovering a lost sensation the blonde's eyelashes fluttered, standing limply as waves of golden energy flickered over her clenched fists.

Breaking away Maria smiled at her stunned friend:

“That was..." Carol murmured: "Wait, we were a couple?!”

“Of course not! But we've been through a lot together.”

“Even sex?”

"Sure.“

Carol shook her head nonplussed:

"But I thought we were just... friends??"

“With benefits! Sometimes, when we were really stressed, we'd... have some fun."

Carol's eyes narrowed, unconvinced as Maria grasped her butt, squeezing the blonde suggestively:

"So what I’m… Gay?"

Maria shrugged: "Does it matter? You like what you like."

Carol shook her head:

"Well things are different now. I'm not even human anymore; I could break you!"

Maria smirked:

"Not the way we used to do it..."

Feeling something stir in her nethers Carol flushed, pressing her thighs together:

"What’s that supposed to mean?"

Maria smiled naughtily:

"Let me show you..."

Lips joining again Carol felt dizzy; gradually accepting the embrace as Maria eased them into a new level of intimacy. For all Carol's misgivings the kiss was sensational, sparks literally flying between the two women as her powers flickered once more. Mouths melding effortlessly the blonde took the lead, relying purely on instinct as she kissed her best friend. Clasping Maria's face they soon found an enjoyable rhythm; both women allowing themselves a vulnerability the two could only share with each other. Co-Pilots taking on the universe. 

Maria's tongue slipping against her teeth, Carol allowed her friend access, sucking on the invasive pink implement before nipping at it playfully. Laughing Maria responded in kind, biting down on Carol's succulent lower lip and pulling the swollen flesh between her teeth.

Twisting together the two friends kissed passionately, the seconds slipping by as carnal heat rose between them. Pressed together Carol enjoyed Maria's body, her lithe curves meeting the black woman's more rounded form; their genuine affection literally a million miles away from the regimented discipline of the Kree way.

Finally breaking apart a string of saliva split between them, Maria short of breath whilst Carol's hooded eyes stared back at her, arousal coursing through her overpowered system. Smiling suggestively, Maria took Carol by the hand and led her into into the house.

Sneaking around like giggling schoolgirls both tried to stay quiet to avoid waking Monica on their way to the master bedroom. Watching Maria's ass sway back and forth as she climbed the stairs Carol swallowed; her friend was working that flight-suit.

Closing the door behind them Carol launched herself at Maria kissing her friend passionately; keen to explore the wonderful sexual sensations the Kree had erased from her memory.

Making out insistently the powerful blonde pinned Maria to the door, feet lifting off the floor as the two made out. Hands tangling in short brown hair, Maria's eyes became wide, overwhelmed by her powerful lover as Carol sucked the air from her lungs.

Pushing back against her Carol finally relented, holding Maria steady as she gasped for breath. Realising she had been overzealous with her human companion Carol touched down, muttering apologetically:

“Oopps… Forgot my own strength again!”

Gathering herself Maria eyed her friend incredulously; for all her newfound power in the bedroom department Carol was utterly clueless. But she certainly had the libido of a Goddess!

"That's okay, I'm liking that… enthusiasm. Just try to follow my lead."

Unaccustomed to following, nevertheless Carol allowed Maria to push her toward the bed, the back of her thighs colliding with the frame. Perching on the edge of the mattress Carol found herself below her friend, Maria stepping between her legs and parting the blonde's thighs.

"Unzip me..."

Grasping Maria's flight-suit Carol eagerly tugged downwards, grey overalls splitting open to reveal the Pilot's ample chest.

Big brown breasts bouncing from their confinement Carol practically drooled, a green half-cut bra jiggling before the blonde's captivated eyes. Lowering the zipper to her navel, Maria enjoyed her friend's uncharacteristically nervous reaction:

"W-what now??" 

Remembering the amnesiac blonde was basically a virgin, Maria grasped the back of Carol's head and pressed the girl’s face between her boobs:

“You’ll figure it out.”

Maria's chest enveloping her cheeks Carol gasped as she abruptly crossed second-base; Maria didn't mess around! Taking the initiative Carol buried her head between her friends breasts, kissing soft brown flesh before motor-boating her Co-Pilot.

"Mmm... Now that's more like my Carol."

Lathering the pillowy curves on either side of her face Carol ran her tongue over her friend’s tender flesh, dark skin glistening. Tearing down Maria’s bra straps the blonde freed them, staring hungrily back at firm brown nipples. 

"Ugh!"

Tapping each bud Carol enjoyed how they rose up to meet her sparking fingers. Reacting to the shocks Maria’s hissed, steadying herself against the blonde by sitting in her lap, closing the gap between them as Carol explored her body.

“Oohhh honey… Careful with those funky new powers!"

Impatient for more Carol dove forward, the warrior wrapping her lips around engorged flesh. Sucking intently on her nipple Maria swooned as her friend flicked the sensitive flesh with her tongue, the whole time looking up at her with those petulant hazel eyes.

Moving to her other breast Carol suckled on her friend’s teet, the oral sensation satisfying some repressed desire deep inside. Taking her head in her hands the blonde enjoyed being coddled, this soft loving treatment the total opposite of the Kree; a truly human act of sexuality.

Shivering this Maria felt all that positive energy surge through her nerves; traveling from nipple to clit. Riding Carol’s thigh, the Pilot began to gyrate against her friend’s knee, the two women enjoying the mutual stimulation as their hot pussys repeatedly made contact through thin clothing. 

“Ugh I can’t take it anymore!”

Pulling away from Carol the blonde’s pursed lips sucked at empty air as her friend hurriedly finished undressing. Watching the other Pilot wriggle the overalls over her wide hips Carol swallowed; enraptured by the sight of this beautiful black woman left in nothing but a green thong:

“Time to go down Spacegirl!” 

Regaining her scruples Carol tore her eyes from her friend’s body to address Maria’s suggestion:

“I don’t think I’m that kind of girl…”

“What?! I don’t taste good??”

“I didn't say that! Its just, I mean its a little demeaning… And you know I’m all about empowerment these days.”

Shaking her head in exasperation at the blonde’s nonsense, Maria realised she was going to have to show Carol the ropes if she was ever going to get this stubborn Kree to do her bidding.

Feeling ginger fur brush past her leg the black woman flinched as the creature masquerading as a cat wound between her feet:

“Ahhh!”

Watching her friend jump Carol laughed, grasping Goose as Maria awkwardly composed herself, eying the flerken nervously:

“We have an uninvited guest!”

Expression changing from fear to trepidation Maria sat beside the blonde, awkwardly petting the cat. Hissing back at her, Goose fled across the room.

“Huh,” Carol murmured; “He normally likes you-“

“-Speaking of stroking pussy, let me show you how are real woman how does it!”

Cut off from her train of though Carol didn’t resist as Maria pushed her backwards against the bedspread, kissing the blonde’s face impatiently whilst tearing at the clasp of her jeans. Getting off on this determined treatment the blonde repeated their motto as Maria hungrily kissed her face and neck:

“Mmm -Higher! Uhh -Further! Mmph -Faster Baby…”

Tearing the tough fabric over her slim hips, Carol gripped onto the headboard to avoid being pulled off the bed as the blonde’s red and blue knickers were revealed. Maria raising an eyebrow at her Carol blushed:

“What? I stole them of a window dummy…”

“I didn’t say anythin’ Captain Underpants!”

Grinning Maria crawled on top of the embarrassed blonde, slipping her hand over Carol’s lithe midriff, black finger’s dancing over pale white skin before disappearing beneath the hem of the elastic:

“Now lets see if this jogs your memory…”

Pulling aside Carol’s underwear Maria allowed her digits to glide over wet folds, fingers diving into the blonde’s slot as she piloted her friend. Biting her lip Carol stretched up against her, eyes closing as forgotten pleasure burst through her senses. Gently pumping Maria enjoyed the hot wetness she found between the blonde’s legs, removing her hand to present Carol with her own juices.

Blinking Carol stared up at dripping fingers, watching in amazement as Maria popped them one by one between her own lips; tasting Carol’s cream. Sucking loudly on each one, Maria took her time to taste her friend. Tightly intertwined, the Pilot above moved her wet lips so that they were millimeters from her ear:

“You taste… Super, fuckin’, good!”

Undeniably aroused, Carol swallowed hard:

“Okay, I’m no lesbian but that was hot.”

“Ohhh yeah?”

“Mm-hm, almost makes me want to go down on you.”

Cocking an eyebrow Maria smirked:

“Really?”

“I said almost.”

“Then let’s push you over the edge huh?”

Returning to her pussy Carol fell back against the bed as her friends’ fingers sent bolts of pleasure into her belly.

Stimulating her skilfully Maria slipped her fingers beneath the colourful knickers, strumming on either side of the swollen bud and rubbing them back and forth gently: 

“Remember this move?”

Carol sighed involuntarily, rising up against the other woman to generate more glorious friction.

“No? Well maybe you’ll remember this…” 

Flicking her thumb over Carol’s clit the blonde spasmed, jerking so violently Maria was almost thrown off the bed by the super-powered girl.

"Too much," Carol panted, her skin flickering with golden energy.

Across the room Goose watched them flex together; suspicious of the lesbian tryst.

"Ohhhkay, we’re just spit-balling here…” Maria murmured apologetically; remembering she was essentially dealing with a super virgin:

“Well, there's also a circular motion you used to love. Sort of the best of both worlds…"

Carol’s legs shook and her eyes widened as the woman above stirred her nethers, overwhelming the amnesiac with pleasure she had sorely forgotten. Had she really been with Maria before?? Their sexual relationship certainly explained her ‘Aunt’ title. 

Twitching and jerking uncontrollably, Carol wondered vaguely if this was a good thing; whatever Maria was doing it was completely unraveling her. She was a Warrior! Captain Marvel! Carol always liked to appear composed but now she found herself lost in utter depravity, voluntarily masturbated by her determined friend.

Maria was also a little on edge, shocked by the intense warmth spreading from Carol’s loins throughout the rest of her heaving body; well aware of the immense power contained within the small woman beneath her. And with every turn of her hand the blonde twisted and writhed against her, a white thigh pressing up distractingly against the naked Pilot, black breasts bouncing freely as the two writhed together in the bed.

But she had to remember; this was all part of the plan.

"That’s it baby,” Maria cooed, curling her fingers between pulsating pussy lips and sending another powerful surge through the blonde’s system: “Keep it cool girl…” 

Distracted Carol moaned as even more sparks of pleasure jumped through her system, golden light spreading from her core across the blonde’s body:

“Stay with me now…”

Carol forced herself to nod, knowing she could only hope to follow this latest instruction as an explosive orgasm began to build inside her:

“Maria??” gasping, for once the Carol sounded small and uncertain as she grappled with a total loss of sexual control:

"It's okay baby,” Maria exclaimed, stroking blonde curls with one hand as the other coaxed Carol further; fingers finally finding Carol’s lowercase ‘g’ spot:

”Now let go!"

The small room now shining with light, Maria balked in amazement as she was lifted into the air, hovering above the bed as Carol arched into her, head lulling, blue eyes rolling as the blonde felt an intense, unfamiliar, but very welcome pleasure course through her crackling body. 

Pumping her hand more frantically, Maria tried to ride her friend down to Earth as Carol burst, cream running between her fingers in waves and falling to the mattress below as the inhuman blonde came hard.

Writhing in the air Carol climaxed; feeling all the pleasure she had forgotten at once as light poured out of her. 

“Carol? Carol!”

Realising that the blonde's pleasure was now a threat to both of them the brunette dropped her calm facade as the Kree warrior bucked beneath her, blushing green as they spun over and over in an orgasmic floating embrace. Clinging to Carol, Maria grasped onto fleshy cheeks as she fought to defuse the blonde, thinking fast:

Orgasm after orgasm burning through her Carol’s eyelids fluttered, the Pilot in a trance-like state as they spun together. Caught up in her ecstacy Carol was brought rudely back to reality as a desperate brown finger wriggled against her forbidden entrance:

Gasping Carol’s eyes burst open as Maria’s digit plunged into her asshole. Photonic light flickering, immediately the blonde spasmed away from this anal invasion, the two women falling back against the bed in a tangle of black and white limbs; laid out in the wet patch on the mattress.

Blinking light spots out of her sore eyes Maria heard a hiss, shaking her head at the suspicious Flerken before marvelling at the woman beside her:

“Yuh know you were glowin’ right??”

Gradually regaining her senses, Carol blushed in embarrassment at her immense climax, brushing mussed up blonde hair from her bleary, satisfied eyes: a Kree Warrior would never showed this kind of vulnerability. 

"Sorry. I guess it's been a while..."

“Well I knew you were a wild one but damn! You enjoy yo self?”

Twisting to face her friend, Carol nodded:

“Not bad. Except for you taking my temperature at the end! Could you, ugh, pull that out by the way??”

“Oops…” Maria exclaimed, tugging her arm out from under the blonde; finger coming free of her friend’s constricted anus with a wet pop. Carol groaned in relief:

“Thanks; I don’t think I’m that type of girl…”

Shaking out her sore hand Maria grimaced; the super woman's ass was like an iron-vice:

“Sure…”

Rising up her her elbows, Carol’s eyes narrowed:

“What are you implying?”

Meeting Carol’s stony glare, Maria backtracked:

“Nothing Space Girl! Just remember who flew yuh to multiple orgasms just now! Maybe you like it when someone else is in the Pilot’s seat…”

“Hey remember whose the Captain here! I’m a hero! A noble, warrior, hero…”

Seeing Maria raise a skeptical eyebrow Carol’s competitive edge quickly returned:

“Do you have any of our old toys??”

“Nope! I must have lost-“

Hearing the cat by the bed splutter, both woman watched as Goose arched his back; coughing up a huge green cock:

“-them. Where did that thing even come from??”

Grinning Carol leant over her disturbed friend, stretching to grab the sticky phallus from the floor:

“Oh Come on! That’s just nasty.”

Ignoring her Carol climbed into the harness, hurriedly tightening the straps around her waist:

“Now let’s see whose in charge…” Swinging her hips experimentally, Carol smiled. Watching the erect cock bob above her face, Maria swallowed hard as Carol climbed on top of her; more intimated after seeing ‘Captain Marvel’s' explosive sexual appetites.

“Just take it easy alright?”

“Don’t worry. I think my sexual prowess is coming back to me...”

Meeting those huge brown orbs Carol smiled, their gazes firmly locked; their pairing felt right. Now all she had to do was take the stick and pilot her friend home.

Pressing her strap-on firmly against Maria’s brown pussy lips the blonde lined up her shot. Well aware she was taking a leap Carol held her nerve; time to put up or shut up. Slowly beginning to push forwards, the Captain enjoyed the look on her friend’s face as she slipped inside.

holding the white girl above Maria whimpered softly as she felt her pussy lips stretch to receive the head of the huge strap on, the young Fighter Pilot crying out in a mixture of pain and pleasure when it finally forced its way inside her pussy. Luckily Carol stopped to allow the pain to fade before pushing forwards again.

After a lot of stopping and starting Carol was able to fill her friend’s nethers with the alien cock, every inch of that big fake shaft buried all the way inside the brunette’s body.

“How’s that?”

Moaning Maria licked her lips, trying to settle under the weight of Carol’s cock:

"Uh! So you do remember a few things?"

Grinning Carol felt powerful once more: "Wrap your legs around me."

Tightly wrapping her long brown legs around the blonde’s waist Carol began to slowly pull back, removing inch after inch from deep inside her friend before pushing forwards until it was in all the way, burying the strap on back inside Maria.

Soon Carol established a slow but steady rhythm, finding just the right angle and thrusting in and out of the brunette beneath her, greatly enjoying the sound of Maria’s moans and the look in her eyes as she re-asserted herself.

Enjoying their intimacy, Maria’s eyes were telling Carol that for all her confidence the brunette was feeling a little overwhelmed; presumably struggling with the fact that her friend, whom had died five years ago, had suddenly returned with alien powers she now intended to use for supercharged sex.

But Carol soon realised that Maria needed this as much she did; how long had it been for the Single-Mother/Pilot? Had Maria not been with anyone since Carol had gone missing?!

It was amazing to Maria that even though Carol had no memory of sex blonde was able to fuck her better than any other being. Of course the girl was gifted but still: Carol's aptitude with a cock was stellar. And now she had superpowers to back that up, soon fucking Maria harder and more skilfully than she had ever been fucked before. Gripping her bed sheets the Pilot suppressed screams of painful pleasure; Carol's strap-on moving so fast the blonde's flexing hips became a photonic blur. 

Effortlessly Carol brought Maria to a heightened state of arousal; the brunette fucked so hard she soon began to sink into the mattress, the whole bed shaking.

Ever since the initial penetration Carol had been staring into her friend's eyes, barely even blinking as she filled her pussy with strap-on cock, enjoying their intense connection as she fucked her with the stubborn determination she was known for. Pinned by the aggressive blonde, Carol stared into Maria's soul; and for a moment the brunette was terrified the girl could see her for what she truly was.

But this Maria was so horny now she played along with this sudden rough take over, remembering that the blonde had a fragile ego that needed to be satiated with a show of strength. All she could really do was lay there and allow the stronger woman to use her body as she saw fit. And given how good she was at railing her Maria had no problem with that.

"Whose the Co-Pilot now huh?" Carol teased smugly.

Taking advantage of her enhanced physicality, the superior woman wasn't even out of breath as she rolled her hips over and over, keeping up an intense rhythm. Feeling territorial, Carol intended to prove she was not the submissive had suggested she had been: making the brunette scream:

"Unnngh! Yesssss! Prepare for take offffff!!"

Realising they were making a lot of noise, Carol pressed her lips to the young mother’s; stifling her growing ecstasy.

Shortly after her lips were pressed against the brunette's Carol pushed her tongue into Maria's mouth, her new plaything accepting the invading object and it's easy conquest of her tongue if only to distract her from the bone-breaking pussy pounding the Pilot was receiving.

Overcoming Maria's tongue with her own Carol only increased the speed and power behind her thrusts, slowly building the steady pace into an almost brutally hard fucking, intent on making up for their 5 year separation.

Maria groaned; Before it had entered the Pilot had worried that the dildo wouldn't be able to fit inside her but the blonde had done a fantastic job of stretching her out. While the dildo was still forcing her pussy open wider than it had ever been opened before and Carol was pounding her harder than ever before, two things which should have terrified her to her very being; it felt so good she just didn't care:

Let Carol tear her pussy apart, let her pound it and stretch it until it was loose and useless, let her ruin her hole, let her do anything she wanted as long as she continued to fuck her like this. Maria had no idea it could feel this good. She had no idea something this big could fit inside her, or that it could move so fast, or that it could give her so much pleasure.

Enjoying this all-woman embrace Carol beamed; how had it never occurred to her that she didn't need men to experience this kind of satisfaction? After all the assholes she had come across since becoming a Kree this solution should have been obvious! Another orgasm brewing in her own thrusting loins the blonde ignored her own hypocrisy; more desperate to get off than to recognise her own dangerous desires.

In no time at all Maria was at the edge of what felt like the biggest orgasm of her life, the desperate mother so close to that edge she didn't think anything could stop her going over it, but she was wrong.

Going crazy with lust both women flaked against the bed as Carol experienced her supercharged sexual awakening. Body glowing once more the blonde didn't hold back any longer; pounding her friend into the bed, mattress depressing beneath them, bed frame shaking until it fell apart, lights flickering as she fucked Maria into oblivion.

HIGHER!! UGH!! FURTHER!! UGH!! FASTERRRR!!!!"

With these words Carol radically increased the speed of her thrusts, pounding into the brunette's pussy with all her super-powered might. Golden hair glowing, Captain Marvel's eyes lit up in ecstasy.

Delirious from this rough treatment Maria experienced the most powerful climax she had ever known, Carol photon blasting her pulsating pussy to multiple raging orgasms. Rocked to the core her body becoming like jelly as she melted even further into Carol, the dominating super woman almost fucking the life out of her as she continued pounding her pussy to pulp. Carol didn't stop, not even for a moment, her brutal thrusts bringing Maria quickly to another orgasm which was somehow even more powerful than the first, and then a third which was more powerful than the second, and then the fourth which was more powerful than the third, and so on, and so on, and so on, until Maria felt like she was flying.

Savouring the look of total bliss on her best friend's face as she broke her pussy, the black woman flushing a surprising shade of green. However soon the combination of the mental stimulation of domination and the physical stimulation of her own clit by the flexing toy became too much and Carol gave herself a good, hard climax.

Carnally distracted, neither heard the door to the bedroom creak, a small voice coming through the narrow crack:

“Mom? Auntie Carol??”

Caught in their tryst, both woman frozen in horror, Carol's glow flickering out as she first heard Monica knock; the flimsy wooden door all that separated them from a very awkward situation.

"Ugh! Don’t come in honey! Auntie Carol and I are just uh, moving the bed!"

Holding their breath, both women watched as the door quietly closed once more.

Gasping in relief, Carol pulled out of her exhausted friend, a cloud of steam rising from her friend’s thoroughly fucked pussy. Climbing down off the taller woman the Captain surveyed the disarray all around them; as if a hurricane had passed through the little room. Shame and guilt filling the proud Warrior, Carol realised how far she had gone, grasping her delirious friend:

“Shit Maria?! Are you alright??”

Giggling at the blonde’s embarrassment Maria caught her ragged breath, fanning her steaming pussy as she grinned up at the ceiling:

"Well that was close."

“I am so, so sorry!"

"Why?? That was the best orgasm I’ve had since Monica was conceived!"

"But I could of hurt you!"

Rolling over to face the guilty blonde Maria shook her head:

“Girl take this advice; you need to let go of the steering wheel once in a while. This is sex! It's not about control it's about giving in to sensation!”

Carol considered her best friend’s words, suppressing the emotion their intimacy was bringing to the surface; could her obsession with empowerment have endangered someone she truly cared so much about?

“I’m not sure if I can do that… when I'm on top, with my powers...”

Sighing Maria stroked Carol’s back, hand catching in her ’NIN’ t-shirt; how could such a small women contain so much power? Finger skipping over the blonde’s straps Maria twanged the buckle, the huge green dildo falling between Carol’s outstretched thighs:

“What if you weren't on top?”

Carol bit her lip; she had really enjoyed her taste of super-dominance. If she lost control like that again… Hell she could have destroyed the entire house with her orgasms if Maria hadn’t interrupted her earlier with that errant finger! But her discomfort certainly seemed to keep her powers at bay... Considering their relationship, Carol nodded slowly; if she could give herself to anyone it was her best friend. Who knew when the two of them would even meet again? Why not go out with a bang?

“You’re sure I’m ‘that’ kind of girl??”

Holding Maria’s dark brown gaze the brunette nodded:

"Trust me."

“What do I do?”

Sitting up Maria smiled darkly, squeezing the girl’s tight little rump:

“Just stay still baby… let Momma do the work."

Moving behind the uncomfortable blonde Maria grasped the strap-on, quickly buckling the tool around her own wide hips.

"It’ll never work..." Carol half-laughed, trying to make her voice light but finding it thin and brittle instead: 

"I'm kinna invincible."

"Nobody's invincible," Maria replied, "Just stubborn. Hard on the outside-"

Sucking her fingers the brunette played with the Captain’s red and blue underwear, enjoying the gold star emblazoned between Carol’s pert cheeks. Maria’s hand tracing cotton she finally tugged the marvellous knickers down around the blonde's thighs.

“-Soft on the inside.”

Carol bared her teeth as Maria's fingers explored her, pulling the pert, firm cheeks of her ass apart to totally expose the tiny pink pucker of her anus.

"God, even your asshole is a star," Maria exclaimed in amazement. Attempting a cutting response, Carol's words died in her throat when she felt something warm and wet touch her... Maria's tongue. Her best friend was lovingly licking her most private, vulnerable spot. The blonde swallowed:

"Mmm-Maria you don't have to..." 

The brunette's tongue felt amazing; it had been a long since anyone had done something to the invincible blonde that made her feel... weak. It tickled too, sending tense nerves jangling all over her powerful body: 

"Oh wow."

Maria's tongue circled caressed, tasted and probed. Carol felt her exploring and wondered if she had ever done this before, or if this was a first for their complex friendship. Hopefully the latter... Tongue making a point the Pilot pressed at the blonde's reluctant opening. Remembering her friend’s advice, Carol exhaled; letting go of her scepticism:

"Ohhh yeah..." 

Not exactly getting off on the sensation, Carol thought of her best friend's face pressed between her hot ass cheeks, thankful for Maria’s dedication:

"We really are Besties..."

"Mm mmm," was all Maria could manage before straightening up: "Damn girl you're supertight!"

"Of course I'm tight; that's my ass!"

“Hey!” Maria scolded: “Whose in charge here?”

“You?”

"Your Damn right. Now raise up that marvellous ass!”

Swallowing her pride Carol blew her bangs off her face, leaning up on her elbows to present her behind. Gritting her teeth, the blonde held firm against the bed.

Watching the infamous Kree Warrior present her ass to her the black woman stared in amazement; could this crazy infiltration actually succeed?

“Ugh!”

Carol moaned softly as Maria’s long finger slid in and out of her small, pink ring; well that didn't feel right.

The blonde shook her head; Carol wasn't into anal at all but sharing herself like this with her best friend was enough for her then it had to be worthwhile. Even if this minor intrusion made her feel dizzy. 

"Shhhh baby. Just let me..." and with that there were two fingers, two long, slender fingers insulting Carol’s asshole, spreading it, making her feel like her cheeks were being forced apart. It was uncomfortable, but she willed herself to relax.

"Oh, woah," Carol’s voice was little more than a whisper, "Be careful back there…”

Seeing Carol tense, the being known as Maria licked her lips nervously. She had the unnerving feeling she was about to put her cock into a rocket booster; this girl's ass essentially a nuclear bomb waiting to go off. But if she played this right a skilled butt fucking could extinguish the worst of the blonde’s energy:

Carol felt it; The cold, slippery head of the fat strap-on rested against her tiny little anus. The Captain swallowed, feeling pressure in her posterior as her she suppressed the fire in her belly. Unsure where to concentrate her attention Carol swayed; and that was exactly when it happened:

Maria leant forward thrusting her hips, one hand guiding the cock as she penetrated the proud 'warrior hero's' tight asshole.

"Ohhhh!” Carol blurted, her hips struggling, wanting to move to find a more comfortable position but unable to go anywhere. “Ugh!! No!!”

“Yes!” Maria leant over the smaller woman squeezing the blonde tightly: “I’m in!”

"Careful!" Carol’s warning was tight and stressed; rings of golden light twisting around her extended forearms as she suppressed a literal fight or flight response. But Maria was moving very slowly. Of course it hurt, the prick was just too big for her tiny frame but her superhuman physique reduced this to a dull ache.

"A little more..." Maria murmured lost in the moment, forcing the fat, well-lubricated tip further into the slender girl's body. Groaning the black woman blinked: her wet pussy being teased relentlessly by the blonde's fizzing energy.

“You're..." Concentrating on her breathing Carol didn't finish the sentence.

"Say it baby," Maria instructed, watching the shaft as it impaled her millimetre by millimetre; "Say what I'm doing to you."

"You're fucking me..." attempting to hold herself firm and upright nevertheless Carol murmured in horror, finally recognising the inherent subservience she had chosen: 

”You're fucking my butt!"

"That’s right!" Maria laughed delightedly before her face fell:

Feeling a repulsive force pulse between them however, Maria blinked in amazemnetn, watching as golden light lit up the rim of Carol’s anus. Balking as the blonde’s ass glowed withuncontrollable energy Carol’s power began to push the dick out of the vice-like grip of the empowered woman.

“Oh no you don’t!” 

Gripping the blonde’s cheeks Maria rallied, driving her hips forward with all her strength:

“Ohhh!”

Carol gasped again as the cock was re-inserted; all too aware she could explode at any moment, “Careful! You don’t want to set me off…”

Carol’s gasp rose to a moan, a cry of pain and pleasure as Maria thrust, leant in and split her open again. It was slow and uncomfortable, but she was glad to be surrendering herself once more to her best friend; to make up for all she had put the other woman through.

Energy waves coursing off of the skewered superhero, Maria saw them run along her green shaft like a lightning rod; tingling jolts of power inadvertently channeled straight into her enflamed clit.

"Oh f-f-fuck," her low voice shaking, Maria had trouble keeping her his still, the cock tip staying right where it was while Carol’s diverted energy thundered through the black woman’s core; driving the Pilot towards the cliff of another mind-shattering climax.

Frozen in place Maria groaned, running her hands though her own short black hair as her body literally absorbed Carol’s anal energy; feeding on the blonde’s supposed strength.

"Hey," Carol was tired and shaken but couldn't help teasing, "you gonna fuck my ‘Marvellous’ ass or what? This is a one time deal!"

"Sh-shut up! I'm the one with the... dick up... oh..."

Pressing herself against the bed Carol turned her neck as far as she could to see Maria’s beautiful face flushed, lost in her own world. Still clenched, her friend tried to shift forward again to no avail, the blonde’s superhuman body resisting the alien intrusion.

Somewhere in Carol’s amnesiac brain a switch was being flipped back forth, playing havoc with her feelings, her desires; caught between her immense strength and the helplessness of this situation. How could this feel so wrong and so right? Her mood divided and torn the warrior felt twisted:

"How does it feel?" Carol gasped, trying to act big despite her subservient position: "My tight little ass? How does it feel on that big dick?" 

Maria’s eyes rolled, Carol’s golden energy rolling off the blonde in waves, consuming her every conscious thought. Knowing her friend was attempting to tease and manipulate her the brunette gripped those painfully white cheeks, summoning the last of her strength:

"Jesus Carol! Do you ever... can't you..." voice becoming fainter Maria got lost in her hot, breathy exhalations. She was so close, Carol could tell now. She wanted to capitalise on this, but she was aware, painfully aware, who was the dominant one here. Shifting her hips Carol pressed against the pole in her behind, driving the cock back:

"Jesus!" Maria stored, eyes hazy from this reverse submission.

Still sruggling with the shame however Carol began to shake, her muscles taught, the blonde coated in a fine, shimmering golden haze of light:

"I can't believe you're fucking my ass! My... gngh!"

Losing her composure Carol felt like a small helpless little girl, down on all fours with a big green cock pushing beyond her sacred limits. 

Above Maria was fighting for control too, concentrating mostly on her own peak, on wielding the heavy, club-like cock; but she also knew what she was doing to the human and that she could subdue her with the fat shaft in the blonde’s backside if she could just finish her mission. Who else could say they had the chance to conquer the most powerful woman in the cosmos? Her face green Maria hunched over her lover, gathering strength before suddenly leaning forward, short dark hair flying as the woman rallied.

"Oh my God!" Carol yelled: “Urrghhh!” 

The blonde gasped a final protest before lapsing into high, panting moans, each one driven by a shudder of Maria’s hips; the cock sinking into her marvellous glowing ass. For the erstwhile Captain however this infiltration was simply too much:

“MARIA!!!”

“Ugh!”

Maria bucked forward with all her might, arching her back and thrusting into the superwoman. It might have been involuntary, a spasm from the powerful orgasmic energy that was emitted from Carol. But accidental or not her movement forced half the strap-on deep inside Carol’s cute little backside; with explosive consequences:

Carol’s eyes glowed; her jaw clenched as Maria lost control of her muscles and heaved against her, forcing the big dildo into her, filling her, stretching her butt like never before. 

“MAARRRIIIAAHHHH!” Carol shrieked at the woman.

Looking down at the shimmering blonde purple eyes widened, Maria blinded as white light split the crack of Carol’s pulsating behind:

“Ohhh…“

Carol’s ass exploded, lighting up the room as the blonde’s cheeks rippled with photon energy.

Years of pent-up sexual frustration suddenly released the blast threw Maria across the room, the black woman thudding hard against the wall as the house shuddered.

Falling forward Carol broke the bed, collapsing in a shuddering heap, a literal explosive orgasm making the empowered woman see the stars once more; each exploding in her vision to create new galaxies of joyous forbidden sensation.

Sparks bursting from between her cheeks, Carol felt immense relief as her body was evacuated, the blonde’s self-confidence vindicated; try and take her ass and her ass fought back.

Lapsing into merciful unconsciousness Carol’s brief dalliance with submission yielded genuine benefits; the hero allowed to escape the immense responsibility she carried on her shoulders; if only for a few hours.

Down on the porch a lone woman watched from the shadows as the lights flickered all around her, the boards beneath her feet vibrating with waves of photonic energy. 

Front door finally swinging open, a lone Skrull limped out into the warm night air.

The naked green woman stepping forward, sharp blue eyes took in the creature’s exhaustion before rolling downwards; the infiltrator’s dildo melted and twisted by the powerful blast. Purple eyes finding the new arrival in the darkness the extraterrestrial shapeshifter spoke plainly:

“It’s a no go Ma’am. Danvers is just too powerful to be controlled.”

The silhouette nodded:

“Shame, she would make a useful asset properly motivated. At least your deception will ensure we have a way to get to Danvers in the future; should she ever decide to return to Earth. And I like a challenge.”

Emerging from the darkness Maria Hill smirked at the alien impersonator.

The weary Skrull shook her head at the rookie SHIELD agent, the brunette practically still a child:

“It would take more than a human to tame that one; You are meddling with forces you cannot comprehend.”

Considering the green-skinned woman’s warning Maria smiled coldly:

“We'll see about that. In the meantime I may have a few other uses for you…”

...

Waking up from her vivid memory back in the present Maria shuddered in place; splayed out on the cold metal floor.

Alone on the helicarrier bridge the brunette sat up gingerly; her glistening naked body and matted dark hair sticky with sweat, piss and cum.

Clearing her throat hoarsely the woman rose up on shaky legs before falling against the ship’s shield-shaped table, her belly strangely distended.

Cracking her jaw the determined brunette stumbled forward before wincing. Reaching between her trembling thighs Maria tugged a dildo free of her sore red pussy, dropping the phallus to the floor.

Moving toward the door more confidently Maria experienced another painful cramp. Reaching behind her the brunette groaned; extracting the full length of a dildo from her ravaged behind before dropping the massive toy.

Stumbling out of the bridge the brunette limped down a long dark corridor; confirming she was finally alone and unobserved before beginning her transformation:

Skin pigment rapidly changing from white to green the brunette’s ears became sharp points, crystal blue eyes darkening into vivid purple orbs. In spite of her troubling submission the woman formerly known as Maria was proud of herself; she had given quite a performance. Even better then her last Maria. Stretching awkwardly the naked alien bit her lip; she may have gone to method on this one.

Entering a conference room the Skrull quickly activated a nearby terminal. Screen crackling into life the Real Maria Hill stared back at her:

“It's done Ma’am.”

“Good.”

Watching the alien wince from her own terminal, Maria smirked in amusement as another toy fell from between her impersonator’s shapely cheeks:

“Get some rest Soren; you’re looking a little green.”

Cutting off the feed Maria smiled with satisfaction, the cunning manipulator sitting back in her chair:

All the women had gotten what they wanted; revenge. At least they thought they had. In reality Maria Hill had ulterior motives, and operating from the shadows, had ensured her own true dominance.

Skrulls had their uses; especially as bait. As for Maximoff’s whores… Well she had bigger fish to fry. 

Now that her vengeful enemies were all ‘satisfied’ Maria could focus on her real target without any more distractions. After all those whores were just practice for her ultimate domination; all preparation to finally take on the most powerful woman in the cosmos.

She had gotten too big, too noisy; It was time to step back into the shadows. And with the Witch distracted by her little pet the marvellous manipulator was free to pursue a more powerful asset:

Maria smiled wickedly: Captain Marvel would never see her coming.


End file.
